Pengrowth Energy Trust announces the closing of the Crispin Energy Inc. acquisition and provides update on voting at 2005 annual
02 May 2005 - 11:16AM
PR Newswire (US)
Pengrowth Energy Trust announces the closing of the Crispin Energy
Inc. acquisition and provides update on voting at 2005 annual and
special meeting of shareholders Stock Symbol: PGF.A/PGF.B, TSX;
PGH, NYSE CALGARY, May 1 /PRNewswire-FirstCall/ -- Pengrowth
Corporation ("Pengrowth"), administrator of Pengrowth Energy Trust
(the "Trust"), announced today that it has closed the previously
disclosed acquisition of all of the issued and outstanding shares
(totaling 62,220,776) of Crispin Energy Inc. ("Crispin"). On the
basis of an exchange ratio of 0.0725 Class 'B' trust units for each
Crispin share held by Canadian resident shareholders of Crispin and
0.0512 Class 'A' trust units for each Crispin share held by
non-Canadian resident shareholders and non-declaring shareholders,
Pengrowth issued 676,934 Class 'A' and 3,552,457 Class 'B' trust
units for a total of 4,229,391 trust units in association with the
acquisition. Following completion of the Crispin acquisition, the
Class 'B' trust units, which can only be held by Canadian
residents, represent approximately 51% of the total issued and
outstanding trust units of the Trust. The Trust has now complied
with the terms of an amended advance tax ruling from Canada Revenue
Agency dated December 1, 2004 that stated, in effect, that the
Trust will continue to be a mutual fund trust if it meets an
ownership threshold represented by Class 'B' trust units of at
least 50.25% prior to June 1, 2005. Trading in Crispin shares now
only represents the right to receive trust units of the Trust
issued on April 29, 2005. Only holders of record of Crispin shares
as of April 29, 2005 are entitled to receive the Trust's May 15,
2005 distribution of Cdn $0.23 per trust unit. Trades in Crispin
shares completed prior to the close of business on April 27, 2005
will be settled before the effective time of the Crispin
acquisition making such purchasers eligible to receive the May 15,
2005 distribution. Purchasers of Crispin shares on the Toronto
Stock Exchange after April 27, 2005 will receive either Class 'A'
or Class 'B' trust units depending upon the seller's entitlement.
Non-residents of Canada will be required to sell any Class 'B'
trust units that they obtain for Crispin shares. Pengrowth is also
pleased to advise that all resolutions put forth at the 2005 Annual
and Special Meeting of Shareholders, the Annual and Special Meeting
of Trust Unitholders and the Special Meeting of Royalty Unitholders
each held on April 26, 2005 in Calgary were passed. PENGROWTH
CORPORATION James S. Kinnear, President DATASOURCE: Pengrowth
Energy Trust CONTACT: about Pengrowth, please visit our website
http://www.pengrowth.com/ or contact: Investor Relations, E-mail:,
Telephone: (403) 233-0224, Toll Free: 1-800-223-4122, Facsimile:
(403) 294-0051, Investor Relations, Toronto, Toll Free:
1-888-744-1111, Facsimile: (416) 362-8191
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